Fresh on the heels of the passage of an insidious resolution that effectively turns over the mailing addresses of every member who voted in recent PEC elections to candidates seeking a PEC board seat, PEC Truthwatch has learned that a board majority will introduce another resolution that potentially impacts the doctrine of open meetings.
Resolution 3375, on the agenda for the Monday, February 22 Board Meeting, calls for the establishment of an entirely different category of meeting called, “Other Meetings”. Under the resolution, “other types of meetings may be scheduled as or allowed by policy or parliamentary rule (i.e. committees, workshops, seminars, social events, retreats, etc.) Presentations may be made and explanatory questions asked, but no deliberations made or final action may be taken at such meetings.”
First, a bit of context. Under the Cooperative’s Articles and Bylaws there are presently two types of meetings: Regular and Special. Regular and Special meetings require a notice of 72 hours–except in the case of an emergency called meeting. Special meetings can be called for a particular purpose. Both types of meetings, however, must allow members to at least be present. Under Article 9, Sec 3 of the Bill of Rights, a member has the right to attend every regular, special or called meeting of the Board and its committees except for Executive Session as allowed by policy or law.
There is a question whether a so-called “other meeting” conflicts with the existing Articles and Bylaws much less whether the Board intends to subject such meetings to the same notice requirement and member participation as Regular and Special meetings. The resolution is silent about both. If the board intends to hold willy-nilly meetings that eliminate public notice, member participation, open parliamentary debate, member comments and the like, this resolution would constitute an egregious betrayal of the governing principles of PEC that emerged from the corrupt and secretive era of Bennie Fuelberg.
The Board must make clear what is intended before voting on such a resolution.
Should the board fail to clearly answer that question, we can no longer operate under any illusion that the new PEC board and its general counsel are operating in the best interests of the members. If their intent is to meet in secret and shut down member participation and whittle away the democratic reforms they should say so. Members should be very wary of a resolution that may be presented in a pretty wrapper under the illusion that all they wish to do is conduct business “more efficiently.” If their intent is to “streamline” the decision making process and thwart the sometimes sticky and messy democratic process, such a practice will fly in the face of firmly entrenched governing principles understood by PEC members.
Should this resolution pass on Monday without further clarification, one could see this as an attempt to deliberately thwart the open meetings provision of the Member Bill of Rights. One might expect to see a lot of business conducted in absolute secrecy as “Other Meetings”.
It may also be timely to call out another matter that may be in practice. Governing law at PEC does not include a board “executive committee”. An executive committee was deliberately eliminated by reformers because it creates a power center among a small handfull of “insider” board members. PEC Truthwatch has learned that at least three members of the board–President Oakley, Vice President Pataki and Secretary-Treasurer Graff have, in fact, established a defacto executive committee. They gather and have meetings at PEC. Sources inform PEC Truthwatch that the three officers have allegedly received private staff briefings without the presence of other Board members or the members at large.
The PEC board of directors is made up of 7 board members elected at large by the members. The President is elected to preside over the meetings. Period. The Vice President fills in when the President is absent. The Secretary-Treasurer signs legal documents required under statute. The power of the board rests with the entire board, not its president or officers. This board does not appear to understand that.
PEC Truthwatch has further learned that once policy initiatives are created by this defacto executive committee, the CEO, John Hewa will be enlisted to meet one-on-one with board members to answer questions and concerns–to essentially sell it to the remaining uninformed board members so that resolutions go before the board with outcomes already determined and no debate required. Thus, members will be denied access to the context and reasoning behind board actions. Worst of all it subverts and renders a mockery of the standing Articles protecting a democratic process with member participation. If true, it is inappropriate for the CEO or PEC lawyers to be enlisted in such a duplicitous scheme and it is they who should refuse to participate.
It is the CEO’s duty to lead the Cooperative. It is his duty to bring forth well researched opinions, recommendations and actions. It is not his duty to parrot any Board president’s personal agenda, whoever the board president may be at any given time. Board presidents preside for two years–the cooperative must survive indefinitely.
In a board packet of over 500 pages, the February agenda is over-loaded. In such a data dump it would be very easy to miss the slipping of a shiv. Before they rip out the heart and brains of our Cooperative and serve it up with fava beans and a nice Chianti, members may want to ask questions…while it is still possible to do so.